Twilight's Phobia
by Homage
Summary: Twilight Sparkle is scared to death of snakes. After a total disaster is caused by her ophidiophobia, Fluttershy, the animal expert, takes it upon herself to break Twilight of her irrational fear and teach her that snakes are nothing to be afraid of. Unfortunately, she has no idea what she has gotten herself into... Yes, I know, Lavender Unicorn Syndrome. It's early stuff.


**Twilight's Phobia**

**By Homage  
**

Prologue

It was a nice spring afternoon in Ponyville. The weather was sunny, the skies were blue, and a cool, refreshing breeze was blowing through the town. Foals were having some fun after school, playing hoofball and jump-rope in the park. Mares gathered around the food vendors in the market square, haggling over asparagus, tomatoes, cherries, and a lot of other fine-looking produce.

Applejack was there too, selling fresh apples from her family's farm as usual. "Get yer apples here! Two bits a dozen! Ya won't find sweeter apples than Sweet Apple Acres' in alla Equestria!"

Passing ponies would toss their bits into a basket and Big Macintosh would fill their saddlebags with some of the reddest, biggest apples anypony had ever seen. Applejack would follow-up with a smile and a, "Ya'll come back now, ya hear?"

Even Apple Bloom was helping, counting change and smiling at the customers. Applejack had told her, "Apple Bloom, remember what happened last time ya tried ta help me? Just leave the salespony business part up ta the big ponies."

Apple Bloom grumbled and muttered under her breath, "Ah _am_ a big pony," but she decided to listen to her sister's advice for once.

The Apple family business was doing well, and they so far had managed to avoid an incident, until a brown earth pony with a spiky mane and hourglass cutie mark approached Applejack and asked for a dozen apples.

Applejack replied, "Sure, just give yer two bits to mah sister," and pointed a hoof at Apple Bloom.

The stallion turned toward the red-maned filly, and his eyes began to widen. Before Apple Bloom could even open her mouth, the brown stallion turned and started galloping full-speed in the opposite direction.

"What in tarnation?" Applejack exclaimed. The orange mare turned to see her "Apple Bloom, what did you do?"

"Nothin'! He just turned and ran!" the youngest Apple protested.

Applejack turned to her older brother. "Big Macintosh, is this true?"

The red stallion chewed on his grass stem, as if contemplating the question, and finally responded with a simple, "Eyup."

The drama was over, so the Apple family's attention quickly focused back toward business. But then the three siblings realized that nopony was in the market anymore. Applejack noticed that the ponies who were previously wandering about the food vendors were heading in the direction of the Ponyville town square.

Applejack turned to her big brother and said, "Ah'm gonna go see what's up. Ya'll ok ta watch Apple Bloom while Ah'm gone?"

"Eyup," replied the red stallion.

The orange mare in the cowpony hat took off, trotting at a brisk pace. If something bad had happened, she wanted to help in any way possible. She liked helping the pony folk, after all.

Chapter 1: The Picnic

Twilight Sparkle was having a fabulous day. The weather was perfect, she had followed her schedule to the letter, and Spike had even woken up on time without having to be nagged. She had already finished her letter to Princess Celestia, and she was headed to Ponyville Park for an afternoon picnic with Fluttershy and Angel.

She walked out of the Ponyville Library, accompanied by Spike, carrying a basket containing three blankets, ten slices of bread, six cups of potato salad, four tomatoes, two cucumbers, six paper cups, and six paper bowls (she had already double- and triple-checked to make sure she had backups and backups for the backups). Spike carried Twilight's checklist and schedule, in addition to a quill, ink, and two backups of each.

The lavender unicorn trotted along the dirt road with a smile on her face. She exclaimed to her assistant, "Spike, you have no idea how much I've been looking forward to this!"

The baby dragon replied, "Calm down, Twilight; it's just a picnic."

"You don't understand!" blurted the lavender pony, "It's been a whole season since I have spent any time with Fluttershy!"

Spike thought for a moment, and asked, "Wasn't that when she stole the Princess' pet? That was last summer, and it's spring now, so that would be three seasons ago. Aren't _you_ supposed to be the smart one?"

* * *

Twilight and her assistant finally arrived at Ponyville Park after a heated debate over the nature of reality. The unicorn took a look around the empty field, and asked, "Where is everypony?"

"Dunno," her assistant responded. "Is it some kind of pony holiday?"

"Not that I know of," Twilight answered.

"Is it..." Spike gulped, "zombies?"

Their conversation was interrupted by a faint, but distinct "eep" from a nearby tree.

Twilight and Spike approached the tree. Up in the branches, they saw a shaking Fluttershy clutching a scowling Angel in her hooves.

"Z-z-z-zombie ponies?" the pegasus stuttered.

"There are no zombies, Fluttershy," Twilight told her.

Relieved, the yellow pegasus softly said, "Oh, good," and started flying back down to the ground with Angel on her back. "I guess I got a bit carried away." Her pet bunny seemed to agree, from the angry stomping and gestures he made once back on his feet.

Twilight asked her friend, "Fluttershy, do you know where everypony is?" The lavender unicorn added, "Usually this park is really crowded on a day like this."

"Um..." said the yellow pegasus, "they went to see the traveling zoo. I think."

"A zoo? Like with animals?" asked Spike.

"Um... yes, or something like that," the yellow pegasus confirmed.

"But Fluttershy," Twilight stated, "you love animals. Why didn't you go?"

"Um... because we had a picnic scheduled, and I know you are really busy, and um..." the yellow pegasus trailed off. "It's ok, I didn't really want to go anyway. I'd rather have a picnic here... with you... away from the thing in the town square."

"Don't be ridiculous!" exclaimed Twilight. "Spike, take the picnic basket home; Fluttershy and I are going to the zoo!"

Spike picked up the basket in his claw, grumbling under his breath. Fluttershy felt a small, furry paw frantically tapping her hind-leg. "Um, Spike," she started, "Would it be possible for you to please take Angel with you? I mean, if it's not too much trouble."

Spike's eyes went wide as he remembered the last time he petsitted for Fluttershy. But how could he say no to such a kind mare? "Sure, Fluttershy," the purple dragon answered. "C'mon, Angel."

Twilight and Fluttershy set off toward Ponyville Town Square. While they were trotting along, Fluttershy was nervously staring at the ground. She knew exactly _what kind_ of traveling animal exhibit it was.

"Um... Twilight?" the pegasus whispered.

"What is it, Fluttershy?" the grinning unicorn asked.

"Um... nevermind," Fluttershy muttered, finishing her sentence with a small squeak.

The two ponies continued walking to the crowd gathered in the center of town.

"This will be fun, right Fluttershy? And interesting, too!"

"Um... yes," the pegasus looked at the ground, "Very... um... interesting."

Chapter 2: The Festival

As Twilight and Fluttershy approached the crowd, they bumped into Pinkie Pie poking her head out of a tent.

"Twilight!" the pink mare cried out. "Fluttershy!" Pinkie opened the tent flap all the way and leaped out, balloons and confetti trailing behind her. The earth pony skipped toward her friends, shouting "Are you excited? Are you? Are you? Are you?"

Twilight Sparkle sighed, "Yes, Pinkie." The unicorn added, "I didn't know you liked the zoo so much!"

"You bet, silly!" exclaimed the bouncing mare. "I've been here for two weeks! Except nopony else was around, so then I got bored, so my friend Keith and I started stacking rocks, and then this pair of squirrels..."

She was cut off by Twilight's hoof being shoved in her mouth. "Quiet," the lavender unicorn said, "It looks like it's about to open."

Ponies crowded together, surrounding the three mares. A wall-eyed pegasus crash landed into Twilight, knocking both of them to the ground. "Whoops, my bad!" apologized the gray mare, before taking off again and almost colliding with a mint-green unicorn and cream-colored earth pony.

Twilight knew she had seen the wall-eyed gray pegasus before, but could have Pinkie Pie sworn that the pegasus had a different-sounding voice back then.

Her train of thought was derailed by a nudge from Fluttershy. "Twilight, it's, um, starting."

"Where's Pinkie Pie?" asked Twilight after noting her absence. The yellow pegasus merely pointed a hoof to the sky, and Twilight looked up to see the pink pony held in the air by a huge pink balloon. The lavender unicorn smiled and shook her head, saying, "That's Pinkie Pie." Twilight's attention quickly refocused to the small stage in the center of the crowd.

A single earth pony stood on the stage, tapping on a microphone. He was not a stallion Twilight had seen before. His coat was dark green, his tail a lighter green, and his cutie mark appeared to be three black dragon scales. His most unusual feature, however, was that he had no mane. The top of his head was just covered with the same dark green coat as the rest of his body. He tapped on his microphone some more, then moved his mouth to it and his voice boomed, "SSSSILENCE!" A hush quickly fell over the huge crowd. "That'ssss better," continued the stallion in a low voice. "For thosssse of you who do not recognisssse me, I am the world famoussss animal tamer, Forked Tongue." The stallion's yellow, unblinking eyes swept over the crowd. "I have run thissss traveling event for twenty yearssss. But I have never been here in Ponyville. It issss therefore my privilege to welcome everypony to the Firsssst Annual Ponyville Reptile Fesssstival!"

Twilight's heart-rate shot way up. "R-r-r-r-r-..." she stammered, drowned out by the cheers of the crowd, "r-r-r-reptiles?"

"And with no further delay," announced Forked Tongue, "Releasssse the ssssnakes!"

Chapter 3: The Disaster

Twilight's eyes rapidly shifted left and right as she sunk down on the ground amidst dozens of cheering ponies, curling into a ball.

"Surely I heard him wrong," the unicorn thought frantically out loud. "What are you thinking, Twilight? He wouldn't release s-s-s-s-...snakes into the c-c-c-crowd..."

Fluttershy noticed that her friend had begun talking to herself, the way she always did when extremely upset. Fluttershy recalled the last time the lavender pony acted like this, and the pegasus had blamed herself for failing to stop the disaster that Twilight's freakout had caused. Seeing the warning signs of an imminent meltdown, and pushed by her desire to avoid a catastrophe, Fluttershy took action. Unfortunately, she decided to do it... well... Fluttershy-style.

"Twi... Twilight?" said the pink-maned pegasus, carefully poking at her friend with a hoof. "Is everything all right?"

Twilight was still sitting on the cobblestone street. Her nervously shifting pupils had contracted to a pinpoint, and her mane was a mess. She failed to react in any way to Fluttershy's question. Suddenly, she jumped to her hooves, a maniacal grin spread across her lavender face. The sudden movement completely frizzled her carefully groomed mane.

"I'm great, just great, Fluttershy," replied the crazed unicorn. "I just misheard what Forked Tongue said, that's all! There's no way he would do something so dangerous! I mean, there are foals in this crowd!"

Twilight Sparkle had failed to see the small brown and black striped python crawling around behind her. Fluttershy had known that this event included releasing snakes into the crowd. She hadn't said anything because she was too afraid to speak up. Now, she realized there was only one way she could avoid a total disaster.

"...in fact, there's not even a chance that this Forked Tongue could have even brought any snakes to Ponyville. Famous animal tamer or not, nopony could tame something so evil, so mean, so..." the lavender unicorn rambled.

"Um, sure, Twilight," Fluttershy gently said to her crazed friend. "Even though he wouldn't bring something so bad, maybe we should... um... leave anyway?" the yellow pegasus suggested hopefully, a small, forced smile spreading across her face. The grin was accompanied by a faint "squee."

"But Fluttershy," Twilight exclaimed in a voice that was much too high for the unicorn, "that would be... crazy!"

"I want you to have fun with the animals! I have nothing to be afraid of!" the lavender pony continued. "There aren't... any... snakes!"

With most of the crowd now starting to spread out, Fluttershy noticed the brown and black movement directly behind Twilight. She had precious few seconds left. "Um... but... Twi-Twi-Twi-... Twilight," the pink-maned pegasus stuttered nervously. "Let's... just... g-g-g-go back. I think A-Angel needs m-m-me..."

The frizzled lavender pony let out the most maniacal laugh heard in Equestria since Discord's return. "Oh relax, girl!" she cackled to her friend, jumping up and down. "He'll be fine with Spike! Fine fine fine! Stop thinking so negatively! This is so much fun! Wahahaha..."

Fluttershy watched helplessly in horror as the small, brown snake crept within an inch of her friend's left rear hoof. The yellow pegasus opened her mouth, emitting a small squeal, being unable to form any words.

The python flicked its tongue out, and decided to change direction at the last minute. It headed off, toward Sweetie Belle, Apple Bloom, and Scootaloo. Each of them had their faces painted with reptile scales of various colors. The three fillies cheered, "Cutie Mark Crusaders Reptile Wranglers!" and lunged for the snake. An unimpressed Big Macintosh rolled his eyes as the snake slithered right out of their hooves and disappeared into the crowd.

Fluttershy exhaled, immensely relieved that the calamity had been averted. However, her relief was premature.

A yellow pegasus mare with a cyan mane had a green and black spotted snake wrapped around one hoof. She flew through the air, doing flips and impressing the crowd. Then, to everypony's shock, she flicked her hoof, sending the snake flailing through the air. The snake writhed around for a moment, then proceeded to flatten out its body and glide gracefully through the air. It turned a few times on its slow trip toward the ground, eventually coming to a stop right on Twilight's plot.

No finite number of decibels could have matched the volume of the scream that followed. Everypony in the town square stared at the terrified lavender unicorn as she jumped thirty feet into the air. It was just pure bad luck that Pinkie Pie happened to drift overhead, attached to her giant balloon. Twilight's head smacked right into it. The unicorn's horn punctured the balloon with a loud pop. The ensuing "pssst" of escaping helium sent both ponies whizzing all over the sky, screaming.

Forked Tongue was still on the stage, apparently oblivious to the drama in the sky. "Filliessss and gentlecoltssss, I give you... the flying ssssnake!"

The green stallion was shocked that nopony had applauded. Usually the Festival was extreme popular, and the flying snake had always been a crowd pleaser. These ponies didn't look impressed. In fact, he realized, they weren't even looking at him. Forked Tongue followed the gaze of every single pony in the crowd, just in time to see the the screaming lavender and pink mares hurtling toward him.

"Aw sssscales," the stallion muttered.

Chapter 4: The Aftermath

"Do it again, do it again, do it again, do it again, do it again, do it again..." chanted Pinkie Pie over and over. She stood near the back of the stage, bouncing up and down.

A mortified Twilight Sparkle sat on her haunches next to the pink mare, too embarrassed to look up from the floor. Forked Tongue stood over the lavender unicorn, his bruised face giving a leer that could have made Iron Will back down.

"Which one of you two issss ressssponssssible for thissss?" the green stallion asked in a cold, hard voice.

Nearly everypony in the audience pointed a hoof at Twilight, but Forked Tongue's unblinking stare didn't leave from the lavender unicorn.

"Well?" asked the green pony, snapping Twilight out of her daze.

"I'm so sorry..." Twilight began, her voice on the point of breaking. "It's just, a s-s-s-s-snake landed on me and–"

"What'ssss that about ssssnakessss!?" Forked Tongue interrupted, cutting off Twilight's excuse.

Not wanting to anger the stallion further, the unicorn responded, "Nothing. It won't happen again." She didn't look up from the floor.

Forked Tongue, in a voice with an undertone of anger and hatred, told Twilight, "You have ruined my fesssstival, assssssssaulted me, and worsssst of all, made a total mockery of me. Let it be remembered that it wassss becausssse of you that the Ponyville Annual Reptile Fesssstival has been cancelled. Forever."

The entire audience was now glaring at the shamed lavender unicorn. Pinkie Pie stopped babbling about her wild balloon ride. The pink mare tilted her head and asked the green stallion, "Foreverrrrrr?"

Forked Tongue turned toward Pinkie and confirmed, "Foreverrrrrr."

* * *

Twilight lay in her bed, crying. Fluttershy was sitting next to her, trying to console her.

"Shhhh, shhh, it's ok, Twilight," said the yellow pegasus.

"No (sniff), it's (sniff) not," choked Twilight between her tears. "I was almost killed by a snake today, and to top it off, everypony is mad at me."

Fluttershy assured her, "Not everypony. I'm sure Pinkie Pie will find a friend for Gummy someplace else, and I think Rainbow Dash is happy the festival is gone. I think she once said how she hated snakes, just like Daring Do."

Twilight continued wailing as hard as ever. Fluttershy gave up and decided to let her friend calm down on her own. The pegasus got up, and as she rose to her hooves, her attention was drawn to the wall next to Twilight's telescope. The huge wall was completely covered with pieces of paper containing carefully organized notes and diagrams. She read the labels on some of them. "Snake sightings in Ponyville" "Snake activity hours" "Snake shaped things seen around Ponyville." Each of the list items had a location, a date, a time, and a number. The dates went back to the very first day Twilight arrived in Ponyville.

Fluttershy glanced back at her miserable friend. The yellow pegasus knew that Twilight was afraid of snakes, but Fluttershy now realized that it was an obsession. Twilight had spent hours after hours at her telescope, monitoring everything in Ponyville for signs of serpents. Fluttershy knew that the lavender unicorn had a problem, and the yellow mare decided then and there that she would help Twilight overcome her ophidiophobia.

"Um... Twilight?" asked the pegasus, sitting back down on the bed. "Do you think... that, um, you have a problem with snakes?"

The lavender pony, sat up in bed, tears streaming down her face. "Problem with snakes? Of course I do. I don't even know why!" Twilight whimpered. "I won't even go anywhere near the Everfree Forest by myself because I am too scared that snakes will come out and get me."

Fluttershy thought for a moment, and said, "But Twilight, what about that time the cockatrice turned you into stone? You were by yourself that time."

The unicorn buried her face in her pillow and mumbled, "I had Spike with me, but he must have abandoned me as soon as the cockatrice stared at me. I guess dragons are immune or something."

Twilight lifted her head from the pillow, and her tear-filled purple eyes met the pegasus' turquoise ones. The unicorn let out another whimper, and said, "I'm always afraid, all the time, even when I'm safe with friends. I guess you would know what it's like, with your drakonophobia and all."

Fluttershy sighed. This was not the time to talk about her own fears. "Twilight," the pegasus said gently, putting a hoof on Twilight's shoulder. "I am your friend. I want you to know you aren't alone." The yellow mare added, "I want to help you."

Twilight nodded, wiping her tears away with a hoof. She opened her mouth to speak, but no words came out. Her forelegs spread out and wrapped around Fluttershy. "Thank you so much," the unicorn whispered into the yellow pegasus' ear. Fluttershy nodded, relieved that the her friend had finally calmed down.

When Twilight finally let go, Fluttershy said, "Now, for the first step, let's do something you love. Let's go learn a few things about snakes." The pegasus and the unicorn walked down the stairs, toward a shelf containing books on animals. The pegasus took out the first book, "Herpetology for Foals," and started leafing through the pages, eventually landing on the section about snakes. Twilight shrieked at the big color photograph of a rattlesnake ready to strike. Fluttershy facehoofed. This was going to take a while.

Chapter 5: A New Beginning

It was a chilly Thursday evening in Ponyville. The sky was a bit cloudy, but there was no rain scheduled for that week. Ponies in the market stalls were packing up their stands and counting their profits. Foals were called to supper by their mothers. A few ponies were outside, taking a stroll. One couple, a blue-maned unicorn and a charcoal-maned earth pony, sat on a park bench, deeply locked in each others eyes.

Twilight Sparkle trotted down the cobblestone road, smiling at the kissing mares as she passed. The lavender unicorn was on her way to Fluttershy's cottage for her daily scare-apy (scare therapy). Twilight's training had been going well, evident from the fact that the unicorn wasn't afraid to walk so close to the Everfree Forest. The lavender unicorn happened to pass a purple-maned mare with a three-diamond cutie mark.

"Good evening, Rarity," Twilight greeted. "How was your day?"

"Oh, hello, Twilight," Rarity replied without making eye contact.

When the white unicorn continued to walk away, Twilight trotted up beside her and asked, "Is something bothering you?"

Rarity turned to the lavender unicorn and said, "I'm doing marvelous, darling. How about you?"

Twilight picked up on Rarity's tone, and joked, "Are you still saddle-sore about those snakeskin boots you never got to buy?"

Rarity chuckled. "Oh, I'm over that, Twilight," the white unicorn answered. Though Rarity was known to hold grudges occasionally, she was quick to forgive her friend after the incident. After all, _Rarity_ was usually the drama queen.

Twilight pressed the question. "Then what _is_ going on? Did you lose your diamond-encrusted purple ribbon? Did your sister shrink another one of your sweaters? Did Spike try another one of his pickup lines on you?"

Rarity smiled. "No, no, and _thank Celestia_ no. It's just..." The unicorn quickly looked over her shoulder, then turned back to Twilight. "Are you going to Fluttershy's cottage?" Rarity whispered.

"Of course I am! It's in my schedule!" Twilight exclaimed. Then, the lavender unicorn added, "Why? Is there a reason I shouldn't?"

Rarity's eyes opened wide. "Dear, I don't know quite how to put this..." she started in a very quiet voice. "I just saw Fluttershy beat up a bear and break the poor thing's neck!"

Twilight lost her composure and fell to the ground, howling with laughter. Rarity just stood there with her jaw on the floor. Twilight's guffaw became a chortle, then a chuckle, then a giggle. Finally, the lavender unicorn stopped laughing altogether, and stood up. Rarity raised an eyebrow.

Twilight wiped the tears from her face with a hoof. "Rarity," the lavender unicorn said. "She was just helping him relieve stress!"

Rarity gasped. "Twilight, darling, you can't possibly believe..."

"I've seen her do it before!" the lavender unicorn exclaimed. "Trust me, I had the exact same reaction, though I was a bit preoccupied at the time..."

Rarity put a hoof to her chin. "Well, I guess that does make more sense. It was rather silly of me to jump to conclusions!" the white unicorn said, breathing a sigh of relief.

Twilight smiled. "I'm always glad to help, Rarity. I don't want to be late to Fluttershy's, but I'll see you later, ok?"

The white-coated mare waved a hoof goodbye, and the two unicorns both went their separate ways.

As Twilight approached Fluttershy's cottage, she gave herself a pat on the back for not being scared. The lavender unicorn used to be terrified of going near the Everfree Forest by herself. But during her lessons with Fluttershy, Twilight learned that snakes tend to remain where they are as long as they can find food. Since the Everfree Forest contained plenty of rodents, the snakes had no reason to leave.

As Twilight went to knock on the door, she remembered something: Fluttershy was preparing a surprise for her. The yellow pegasus had refused to give details, but Twilight figured that it had something to do with snakes.

Twilight tapped her hoof on the door. "Fluttershy, are you home?" called the lavender unicorn.

"Who... who is it?" came a timid voice from inside.

"It's Twilight," said Twilight. "I'm here for my daily scare-apy."

"Oh, Twilight. Come in." said the voice.

Twilight pushed open the door and stepped inside the cottage. She didn't see her friend, but she heard some faint tune being hummed. "Fluttershy, where are you?" the unicorn called out.

The humming stopped. "I'm upstairs. Please come on up." responded the voice. The humming resumed.

Twilight trotted up the stairs, up to the second floor. The lavender unicorn realized that she had never actually seen this part of Fluttershy's house. She walked up the stairs, admiring the pictures of animals adorning the walls, along with the actual animals scampering and flying around the house. Twilight figured it was nice to have so many pets, but the lavender unicorn would never do that herself, because pets were too messy. Twilight wondered how Fluttershy kept her home so neat. Were the animals helping her clean or something?

Twilight reached the top of the stairs, and followed the humming down the hallway to the bedroom. The door was open, so she walked inside. The interior of the room was neat: the knickknacks on the shelves were arranged carefully, the bed was made, and the floor was clean. The curtains were open, as well as the window. Fluttershy was sitting on the rug at the foot of the bed, next to a large box with a sheet over it. Twilight said, "Hi, Fluttershy," but didn't take her eyes off of the container next to the yellow pegasus. "What's in the box?"

Fluttershy glanced shyly at Twilight. "Um... this is... that surprise I mentioned yesterday."

Twilight started to get a little nervous. "Is it... a snake?" the lavender unicorn asked.

Fluttershy looked at the floor. "Um..." stuttered the yellow mare. "Yes." Then she quickly added, "He's the nicest snake in the world! He's friendly and cuddly and never bites!"

Twilight started sweating a little. "Uh huh," she remarked slowly. She started pacing, "And what kind of snake is he?"

Fluttershy stood up and exclaimed with a grin, "He's a ball python! You know how nice they are! Do you want to meet him?"

Twilight had known this day would come. Some time or another, she knew that Fluttershy would try to get her to handle a real snake. The lavender unicorn also knew that ball pythons weren't venomous, and that they were very docile and commonly kept as pets.

Twilight sighed. "Let's get this over with."

Fluttershy grabbed the sheet in her mouth, and started to tug. Suddenly, she let go and asked, "Twilight, are you sure you want to do this? I mean, if you don't think you're ready..."

"My body is ready," replied Twilight. "I have been studying snakes and counseling with you for a month now. I'm sure I can handle it."

"All right, as long as you are absolutely, positively, completely, super-duper sure." said Fluttershy, pulling the cover away from the box.

The box, which was actually a glass tank, was filled with wood chips. It contained a rock, a bowl of water, and a half of a log. Fluttershy pulled the lid open and started pushing the log with her hoof. "Come on out, Monty. Come meet Twilight," the pegasus whispered sweetly.

When the snake failed to emerge from under the log, Fluttershy turned it over and picked up the snake in her hooves. The small brown python with black splotches slowly wrapped around the yellow pegasus' foreleg as she removed it from the tank.

Twilight recoliled a little bit, but she didn't scream or run away. She watched as Fluttershy gently stroked the snake. "Who's a good snake? You are, you are," the yellow mare cooed.

Twilight opened her mouth, then closed it again. It was easy for her to think about snakes without being scared now. But actually seeing one seemed to have reactivated her fear. Fluttershy took her eyes off of the snake, stopping her baby talk, and asked her friend, "Twilight, do you want to touch him?"

Fluttershy had just given Twilight the push she needed. The lavender unicorn didn't answer the question, but slowly approached the sitting pegasus. Still standing, Twilight slowly reached a shivering hoof out to the python on wrapped around Fluttershy's foreleg. "H-h-h-h-h-hello, there, little guy..." she sputtered.

The snake, detecting motion, turned his head toward Twilight's hoof and flicked his tongue out at it. Twilight immediately screamed and jumped so high that she hit her head on the ceiling with a loud "thwack!" The impact shook the nearby shelves, which dropped their contents to the ground with a resounding clatter. The racket only terrified Twilight even more, and with a final panicked yell, she dove through the open window.

Fluttershy stuck her head out of the bedroom window. Twilight galloped down the path toward the library, wailing. Fluttershy called out to her, in her loudest possible voice, "Um, wait, Twilight! He was only..." The pegasus trailed off. "...smelling you."

Twilight didn't hear, but not even the Royal Canterlot Voice would have stopped the lavender pony. She kept sprinting full-speed until she disappeared in the darkness of the night.

Fluttershy was so frustrated she could just kick something. The yellow mare turned around and gave a large vase a hard buck, which caused it to wobble a little. Fluttershy turned her gaze to the brown and black snake on her foreleg. "Well, Monty, I guess it's time for me to bring you back to Homage's..." She put the python back in his tank and replaced the lid.

Clearly, Twilight still had a long way to go. It would be at least another month before the lavender unicorn would be ready to try again. But Fluttershy knew that Twilight would be back tomorrow. The lavender mare really did want to change, but these things take time. As long as Twilight kept working at it, she was bound to get over her ophidiophobia.

Chapter 6: The Emaregency

It was a stormy Thursday afternoon in Ponyville. The pegasi had announced the incoming weather earlier that day, so the townsponies had ample notice of the upcoming thunderstorm. Everypony was was inside, sheltered from the rain and strong gusts. All except for one particular lavender unicorn.

"Oh pony feathers!" exclaimed Twilight. Her extremely long study session had prevented her from hearing the news. Twilight's cramming habit often got her into problems, and this was nothing new for her.

"Dumb study sessions..." Twilight muttered to herself frantically, galloping through the puddles toward the nearest shelter. She frantically beat on Fluttershy's door, flicking droplets of water out of her purple eyes. Her hooves were splattered with mud, and her purple and pink striped mane was dripping wet.

A bolt of lightning sliced through the sky with a blinding flash. It was followed by a resounding "krak!" that caused Twilight to leap several feet into the air.

"Come on, Fluttershy! Open up! It's Twilight!" the unicorn yelled, now hammering the door with both hooves. She heard a faint scratching behind the door between the cracks of thunder. The lavender stopped her pounding and stepped back, as the door was slowly unlocked and pushed open from the inside. Twilight sighed in relief.

"Fluttershy, thank Celestia you..." Twilight began, suddenly stopping. There was nopony behind the door.

"Huh?" said Twilight. Doors didn't open by themselves. The lavender pony couldn't handle the idea of another mystery she couldn't understand. Then she looked down.

A white bunny looked up at her with his big black eyes. "Oh, hello, Angel," said Twilight, walking inside. "Where is Fluttershy?"

The tiny creature didn't answer, but rapidly hopped up and down and make wild gestures with his paws.

Twilight sighed as she closed the door. She hadn't really expected an answer. But she had seen Fluttershy talk to Angel many times before, and figured that Angel had some way of communicating with her. Unfortunately for Twilight, Fluttershy's ability to communicate with animals was something she did not share.

Angel continued to jump wildly. Twilight just sat down on the rug, frustrated at her inability to understand the bunny. The unicorn's head sank into her hooves in an extreme double facehoof. Suddenly, Twilight's lifted her head, smiling. She had an idea.

* * *

Twilight Sparkle couldn't believe she hadn't thought of it earlier. She had been studying them all day, after all.

"Memory spells!" Twilight cheerily exclaimed, mostly to herself. "I can use one to find out where Fluttershy went!" She turned her eyes toward Angel, who was still bouncing excitedly.

She scooted across the floor to the white rabbit, and picked him up in her hooves. "Now, Angel," Twilight said in the gentlest voice possible. "I need to perform a memory spell on you. Don't worry, this won't hurt a bit." As her horn began to glow, Angel began to struggle wildly. He was clearly unwilling to have his memory probed. But Twilight wouldn't take no for an answer. Fluttershy had helped her in her time of need; the unicorn would not dare miss a chance to return the favor. Twilight touched her glowing horn to the frenzied pet's head.

A brilliant flash of white light filled the room, engulfing both Twilight and Angel.

-=======ooO Ooo=======-

Twilight Sparkle stood on the floor of Fluttershy's cottage, in the same place she was before, except it was light outside. She immediately noticed that she was only a fraction of her previous height. She also realized that she was standing on her rear hooves... wait, were those paws?

"Well," thought Twilight. "The spell is supposed to let me see Angel's memories. I guess it would only make sense to see them from _his_ perspective."

She tried to look around the room, but found that she couldn't. So she just waited until she heard a familiar, sweet voice. "Angel!" the voice called. Twilight's host's long ears turned to face the sound.

Her host immediately spun around and began to hop up the stairs. Twilight was amazed at the ease in which Angel was able to move. He was one twentieth her size, yet he could get up the staircase faster than the unicorn could even blink. Her host bounced into Fluttershy's bedroom.

The yellow pegasus leaned out of the window, her forelegs propped up against the sill. She looked toward the Everfree Forest. "Um, Angel," Fluttershy whispered. To Angel's sensitive ears, it was as loud as Vinyl Scratch's bass cannon. "Ouch," thought Twilight, wishing she could cover her ears. "No wonder Angel is always in a bad mood."

Fluttershy continued, "There is a storm coming." Twilight felt Angel facepaw. The unicorn knew from her studies that animals seemed to have the ability to sense weather changes.

Fluttershy turned her head toward Angel, and stammered, "Anywhooves, I have to... um... go into... the Everfree F-f-f-forest. It's just... there are a lot of animals there, and all their homes would be flooded." The yellow pegasus buried her face into her hooves. "I'm sorry, Angel, but I can't go to your clarinet recital today. Don't worry, I'll be back before the storm hits."

Angel immediately jumped up and smacked Fluttershy on the nose with a loud "thwack!"

"Sorry..." whimpered Fluttershy. "I guess I, um, deserved that."

Ignoring this bit of animal abuse, Twilight silently gulped (that is, if she could). Fluttershy had gone into the forest, and she hadn't come back. That meant...

Refocusing on the memory, Twilight watched as Angel watched Fluttershy slowly move away from the window. She trotted down the stairs with a "clip clop clip clop" that sounded as loud as thunder. Angel's sensitive ears turned to the creaking of the front door opening and the "thud!" as it was closed.

Angel's ears immediately began to swivel in all directions, listening closely for any sounds. He hopped up onto the windowsill and watched Fluttershy enter the forest. He then closed the curtains and locked the door to Fluttershy's bedroom.

Twilight saw as Angel walked up to Fluttershy's closet and opened the doors. Although Fluttershy rarely wore any clothes, her closet contained a large assortment of neatly organized dresses, and even more curiously, a key, which hung from a hook labeled "Stay outta my shed!"

Angel ignored these things, however, and went straight for a small area of bare wall. Quickly looking over his shoulder, he touched the wall with a paw. It lit up with ten numbered buttons. He tapped out "10102010" Slowly, the panel slid open, and Angel hopped inside.

Angel was standing in a large chamber, the walls lined with various unknown gadgets. Twilight saw him hop toward a bunny-sized armor suit, which had a black rabbit head painted on the chest. Angel put on the costume, which was complete with a cape and mask, and started putting various devices on the belt. He then began to watch a large wall of monitors.

Angel continued to watch the screens, which seemed to be camera feeds from all over Ponyville. His eyes caught on a video of a mare with a black jumpsuit running out of a hospital, holding a book. He immediately sprinted to the other end of the chamber, and threw open the door.

It was a garage that contained a few bunny-sized vehicles. All were black, and all were extremely expensive looking. He jumped into a futuristic looking car, pressed a few buttons, and a garage door opened. He flipped a switch, and the car took off at impossible speeds, roaring like a hydra.

Twilight would have gaped, had she not been occupying Angel's body at the time. But, slowly, the world around her began to fade into darkness...

* * *

Twilight Sparkle was back in Fluttershy's living room, in her own body. Angel was still clutched in her hooves. He began to struggle again. Twilight loudly assured the white rabbit, "Don't worry, Angel, I'll save Fluttershy!"

Angel bit Twilight's right foreleg. "OUCH!" the unicorn yelled, dropping the bunny. He scampered upstairs.

Twilight looked at the teeth marks on her fetlock. "Nobunny this mean could secretly be a hero, right? It must have been a dream of his," the lavender pony thought.

Call her silly, but Twilight could have sworn that she heard a jet taking off. Then, she remembered Fluttershy. The poor pegasus was still in the Everfree Forest! And in this terrible storm!

Twilight immediately rose to her hooves, opened the front door, and started galloping into the woods. As she ran, she remembered something.

There were snakes in the forest.

Chapter 7: Saving Fluttershy

Twilight Sparkle's heart raced as fast as her hooves as she burst through Fluttershy's doorway toward the Everfree Forest. She ignored the bright flashes of lightning, the crashes and booms of thunder, and the rain pouring down all over her mane. The lavender pony didn't even bother casting her rain deflection spell. She was too focused on the mental image of a helpless Fluttershy trapped somewhere deep in the forest, possibly in pain.

"No, Twilight!" the unicorn thought out loud, "You mustn't think like that! Fluttershy is probably great, just great!"

As Twilight reached the canopy of trees, she tried not to think about the snakes that lived in the forest. "You can do this, Twilight!"

The lavender unicorn continued galloping at full speed under the cover of the dripping trees, loudly splashing through deep puddles and getting her hooves positively pruney. Unfortunately, the speeding pony failed to watch her step. Her right forehoof struck an exposed tree root and she tripped, faceplanting directly into the mud on the banks of a nearby creek

Twilight slowly lifted her head out of the indent it had created in the soft earth. It had left an impression of her face, complete with a hole where her horn had pierced the ground. Twilight wanted to kick something out of frustration at her clumsiness. But a small flaw in the otherwise perfect cast of the lavender unicorn's face caught her attention.

"Is it me, or is my horn..." Twilight thought. Then she caught a glance at her reflection in a small puddle. "BENT!" the horrified unicorn cried out.

* * *

Twilight crossed her eyes staring at her broken horn. She was terrified at the prospect that she may never be able to do magic again. "My special talent... gone... just like that," she muttered. She made a futile effort to levitate a nearby stick. But her horn just fizzled and emitted small pink sparks.

Twilight sat down in the mud, depressed over her mangled horn. The unicorn finally understood those commercials for "natural horn enhancement." Tears welled in her big purple eyes. What she wouldn't give for a week's trial right now...

But a sudden "KRAK" of thunder caused the unicorn to snap out of her stupor. The torrential downpour was still going strong, and she hadn't found Fluttershy yet!

You can wallow in self-pity later," Twilight lectured herself. "Right now, you have save Fluttershy, with or without a functioning horn! She rose to her hooves, glad that at least her legs still worked. She noticed a trail of hoofprints in the mud that didn't match her own.

"Hmm..." muttered Twilight, spotting the prints. "I guess falling here might not have been all bad." She got up and followed the trail of hoofprints.

The hoofprints followed a flow of water that diverted from the nearby overflowing creek. When Twilight reached the end of the prints, she was at a large cluster of tree branches and bushes. She tried to move them with her magic. Her horn fizzled and popped.

"Oh yeah," she thought sullenly, pushing the bushes aside with a hoof. She expected to find a scared Fluttershy, curled up in the bushes as cover from the storm. Instead, Twilight found herself at the mouth of a cavern.

The entrance was about a pony and a half tall, and at least as wide as a train-car. But at least it provided some shelter from the rain. However, Twilight doubted shelter was the reason Fluttershy went into the cave. All the runoff from the overflowing creek was going right into the cave!

"Fluttershy must have gone in there to save the cave animals from drowning!" Twilight thought. The lavender unicorn gingerly took a step into the cave. Her hoof was completely submerged. She carefully took another step. Something smooth brushed against her leg.

"EEEEEK!" Twilight shrieked. A brown snake, about as long as her tail, slithered through the water and out of the cave. The lavender pony immediately jumped backwards out of the cave.

"F-f-f-f-Fluttershy!" she called out, her hooves shaking. There was no response. "Come on out Fluttershy!" Still no response.

Twilight Sparkle began to contemplate the situation. Fluttershy was in danger, and something that Twilight was terrified of was keeping her from helping. Twilight tried to think of what to do. "Go back into the caves, with all the s-s-s-s-snakes, or just go home and get help?" She was seriously tempted to go back to Ponyville. Then she remembered Fluttershy's response to a similar situation.

"Fluttershy didn't abandon her friends because of a scary reptile!" Twilight lectured herself. "Fluttershy overcame her fear to face down the threat! Because nothing is scary enough to come between good friends! Not a dragon, and not a cave full of snakes!"

Her confidence somewhat restored, Twilight trotted into the cavern. Her hooves splashed through the gurgling water with each step. She passed by several more snakes escaping the flooding cave, but she didn't flinch. The lavender unicorn was determined to save her friend.

* * *

Twilight Sparkle continued deeper and deeper into the cavern. Long stalactites hung from the high ceiling, and stalagmites underneath them jutted out from the frothing water, creating small eddies in the current. She saw many more snakes pass by, heading toward the mouth of the cave. The lavender unicorn shivered a bit, but pressed onward.

It started to get darker as Twilight went ever deeper into the cave. Se wished her horn worked, so that she could cast a light spell. But she had to just deal with the darkness. As the lavender pony splashed through the flowing water, her ears perked up. She heard something.

"Um... excuse me..." a faint voice said. "You need to... um..." Twilight knew the source of the voice.

"COME OUT!" Fluttershy suddenly screamed. Then in a much softer tone, she added, "If that's all right with you."

Twilight followed the sound around a corner, and saw a familiar yellow pegasus standing in a dry patch of rocks, surrounded by fireflies.

Twilight galloped toward Fluttershy, and immediately wrapped her soaking hooves around the pegasus.

"Eep!" Fluttershy shrieked in a voice that would have been nearly inaudible to _Angel_.

The lavender unicorn released the startled pegasus at once. "Fluttershy, it's me! Twilight!"

"Oh! Twilight! You startled me," replied Fluttershy. "Um... what happened to your horn?"

"Fluttershy," started Twilight, ignoring the yellow pony's question, "we need to get out of here. This cave is flooding."

"Um... but... Twilight..." mumbled Fluttershy, "that's exactly why I came here. I'm trying to save the colony of vipers that live in the hole under this rock." She pointed a hoof toward a large boulder.

"V-v-v-v-v... vipers?" stammered Twilight. "But aren't those... venomous?"

A small snake squeezed out from underneath the stone. It went directly toward Fluttershy.

"Look out!" yelled Twilight, recoiling. To the lavender unicorn's shock, Fluttershy didn't move away from the deadly serpent. Instead, she crouched down as it approached her.

The snake slithered right up to Fluttershy. She didn't reach out to touch it, but she cooed in the softest voice, "It's ok, sweetie. I know you're scared. But you really need to get going now, or else you'll drown."

The viper seemed to understand Fluttershy perfectly, despite the fact that snakes are deaf. It turned around and started its way toward the mouth of the cave.

Twilight stared at Fluttershy, her mouth agape. Fluttershy just looked away sheepishly. "Fluttershy," Twilight managed to say once her speech returned. "That was the second-bravest thing I have ever seen you do!"

Fluttershy was about to respond, when suddenly, there was a loud "SPLOOSH" from the mouth of the cave. Both ponies turned to face the source of the noise. The once small flow of water into the cave had nearly tripled in volume. At this rate, the cave would be flooded in minutes!

Fluttershy began to panic, "Oh no!" she wailed. "The dam broke! The entire creek is diverting into the cave!"

"So let's get out of here!" exclaimed Twilight. "What are we waiting for?"

"We can't!" screamed Fluttershy. "There are more vipers trapped under the rock! And I can't move it by myself!"

Twilight facehoofed. "You want me to help you move a huge boulder, to release a bunch of deadly snakes?"

Fluttershy just looked at Twilight with her turquoise, teary eyes. "Please?" she begged. "They deserve to live just as much as we do."

Twilight saw the logic in her statement. And how could she say no to that face? "Fine," she said, after a few moments of pause. She secretly wondered if the worms and fish that Fluttershy fed to her animals deserved to live, too...

Fluttershy and Twilight began to push the rock with their forehooves. The two ponies strained hard to move the massive chunk of granite. Twilight broke a sweat. "Earth ponies must have it rough," she thought. The lavender and yellow mares gave one last big shove, and the boulder finally shifted and began to roll away. The ponies stepped back as it continued down into the cave, finally smashing into a rock wall, making a big hole. "Watch out, here comes Tom," Twilight thought with a smirk. However, it was wiped from her face, as dozens of hissing vipers began to slither out of the exposed nest, directly toward the ponies!

Twilight shrieked and covered her face with her hooves. She didn't want to see the snakes end her life. She hoped it would be quick.

* * *

"So this is what being dead feels like," thought Twilight. "I can feel my soul floating up out of my body and toward the Everafter." Then she saw a small light in the otherwise total darkness. She wanted to run away from it, but found that she couldn't. "NOOOOO!" screamed Twilight. "I want to live!" But she continued floating toward the light.

"Um... Twilight..." said Fluttershy, holding the terrified unicorn in her hooves, "are you... um... alright?"

Twilight quickly figured out that she wasn't dead at all. Fluttershy was just holding her as they flew out of the cave.

"Great... just great!" replied the relieved lavender unicorn, blushing a bit from the embarrassment.

Fluttershy flew through the mouth of the cave, setting Twilight Sparkle down on a small patch of grass. The storm was finally over, and a full double rainbow cut right over the forest. Twilight wasn't sure what this meant, but she didn't really care. They were safe!

A few snakes began crawling out of the cave, right between Twilight and Fluttershy. Fluttershy waited for the screams, but they never came. Twilight just sat in the grass, gazing at the double rainbow. Fluttershy turned to watch it, too. It was more beautiful than any she had seen before.

The pegasus eventually broke the silence. "I'm glad you're finally over your phobia, Twilight," she said softly.

Twilight didn't take her eyes off of the rainbows. "Maybe over is too strong a word," she modestly admitted, "I may not ever love snakes like you do, but I don't think I will be causing any more disasters like the Reptile Festival again."

Fluttershy snickered a bit. She quickly apologized for her insensitivity.

Twilight giggled. "Don't be sorry. It _was_ pretty funny! I saw Rainbow Dash's video!"

Fluttershy was still looking at the sky. "Is it really true?" she asked. "_Ten million_ views?"

"And counting!" Twilight declared.

The two mares sat in the grass a while longer, enjoying the rainbows as vipers passed by them. Eventually, the two ponies rose to their hooves.

"Well, I better get back to Angel," Fluttershy said, trotting off. "Thanks for your help and all..."

"Any time!" called Twilight. "And I am off to the hospital to get treatment for this horrible injury that may have left me disabled for life!" she exclaimed, in a voice that was oddly cheerful for a unicorn with a bent horn. But suddenly, they heard a rustling from the cave.

Twilight barely had time to turn around before a large swarm of flying creatures came speeding out of the cave.

"EEEEEK!" shrieked Twilight, jumping into a tree and landing on a high branch. "B-B-B-B-B-BATS!"

Fluttershy, having seen the commotion, facehoofed. "Here we go again..."

**The End.**

Epilogue

"Wow! That's one heckuva story!"

"Oh my Celestia, it was! But it would have been even better with robots! And ninjas! Or werewolves! Or robot ninja werewolves!"

"Darling, you must have gotten filthy! Caves are so dank and musty!"

"Meh, that's an OK adventure, I guess. But if I was there, it would have been 20% cooler!"

Twilight Sparkle giggled at her friend's reactions. She was happy to finally be back home. All her friends had been waiting for her inside the library.

"So, how's your horn doing, Twilight? Any better?" asked Spike.

Twilight tapped the cast around her horn. "Pretty well. My magic is coming back faster than the doctors expected!"

"Well, it _is _your special talent, sugarcube," reminded Applejack. "Why don't ya show us what ya can do?"

"Um, all right," replied Twilight, lowering her head and closing her eyes.

Her cast-concealed horn was surrounded by a faint pink aura, which grew brighter and brighter until a bolt shot out and hit Spike square in the chest, knocking him flat on his back.

Spike's moan of pain broke Twilight's focus. She immediately trotted over to Spike. "Spike! I'm so sorry! Are you OK?"

Spike slowly rose up and rubbed his head. "I think so..."

All the eyes in the room were on the purple dragon. "Why is everypony staring at me like that?" he asked. Then he looked down.

A large amount of thick black hair covered his chest. Spike looked at Twilight. "Number 25?" he asked.

Twilight dropped her eyes. "No," she admitted.

Rarity trotted right up to Spike. "Well, I have to say, I think it gives you a more... masculine look, Spikey-Wikey! Dashing, I might dare to say!"

The corners of Spike's mouth could have reached the ceiling. "Oh really?" he asked the white mare, turning back to Twilight and mouthing the words "told you."

Twilight's gaping jaw shut at the sound of Fluttershy coming in through the open door of the library, accompanied by Angel.

"Um, I'm so sorry for being late... It's just... um... um... I mean... nevermind," the yellow pegasus muttered, closing the door behind her.

"Fluttershy! It's no problem at all!" exclaimed Twilight. "I was just telling everypony the story!"

A sharp knock at the door made the timid pegasus jump.

"I'll just be a second, everypony," said Twilight, passing by the shaking yellow mare and opening the door with her magic.

The Cutie Mark Crusaders were sitting at the library's doorstep. The three fillies were wearing ballcaps and carrying duffel bags. Apple Bloom had a rolled-up newspaper clutched in her teeth.

"Can I help you girls?" asked Twilight.

"CUTIE MARK CRUSADERS PAPERFILLIES!" shouted the three fillies. The paper dropped from Apple Bloom's mouth and fell to the ground.

The Cutie Mark Crusaders then turned around and started galloping to the next building over.

Twilight rolled her eyes. Those silly fillies couldn't seem to get anything right. She wasn't even subscribed to the local newspaper. She usually just borrowed Rarity's copy.

Sighing, the lavender unicorn levitated the newspaper and closed the door, setting it down on the table. It unrolled upon being placed.

Twilight was about to go back to her friends when the headline caught her eye.

"What's this? Mysterious Vigilante Foils Bank Robbery?" Twilight thought out loud. Then she saw the picture. It was security camera footage from the bank. It showed five ponies in ski masks sprawled out on the ground with one more being punched in the face by a small, black figure. She thought she made out a logo on the figure's chest. Was that a... bunny? At that moment,the lavender unicorn remembered Angel's memory.

She looked up from the paper to see Angel staring directly at her from his spot next to Fluttershy. The rabbit put his paw to his lips, as if to say "Don't tell."

Twilight winked at him, but was cackling maniacally in her mind. At long last, she had discovered the true identity of her arch nemesis! Soon, she will destroy the Masked Mammal once and for all!

"You know what this calls for? A PARTY!" yelled Pinkie Pie from across the room.

Twilight shook her head, wiping the insane grin from her face. Ok, party now, revenge later.


End file.
